And a Girl
by Vin-the-Mazoku
Summary: Stories of a love that blooms between a young woman and man as they journey to save their world. As they live and grow will it all feel the same when it's time to go home? NessXPaula
1. Tangled up in Blue

...and a Girl an Earthbound Fanfic.

Chapter 1: Tangled up in Blue

**Disclaimer: I don't own Earthbound.**

One of the preschoolers once asked Paula Polestar what Hell was. Paula, being the kind and patient young woman she was calmly explained that it was a place that bad people went when they died. She then scolded the child for swearing so casually.

If you asked her the same question in her current situation however, her answer would be completely different. Hell would be something along the lines of being abducted from your warm bed in the middle of the night, having your mouth and arms bound and gagged and being forced to traverse the wilderness in the early hours in the morning. And the icing on the cake was being shoved in a jail cell in a little wood cabin in the middle of nowhere.

Paula shuffled uncomfortably, pressing herself against the far corner of the dank cell. Three days had passed since she was safe at home. Three days of eating nothing but eggs and bananas, an odd combination but nothing was making sense to her at this point. Three days of using a beat up old teddy bear as a pillow, and a lack of a decent blanket had left her with a head cold. Three days of waiting for some boy she never met to come save her.

Three days of sharing the company of two slobs in blue robes. She sent a hateful gaze their way. The one she dubbed 'shorty' sat at a rustic wooden table that stood in the middle of the room. He was the lesser of two evils, usually kept quiet and lax in his guard duty. He was the one who usually left to fetch the food. And thanks to the other blue clad guard she dreaded every moment 'shorty' was gone.

The other man seemed to fill out his robe a bit better, Paula was unsure whether it was more fat or muscle that filled it. That had little to do with the problem at hand however.

The bulkier man liked to watch her. It didn't matter if she was sitting or pacing, sleeping or idly looking to the doors and windows or anything. Even now he stood, leaning against the small kitchen counter with his eyes glued to her. It made her shiver and cringe with fear. She really wished she didn't have the power to pick up on some of his inner thoughts. His filthy, unspeakable thoughts. She wrapped her arms around her small frame without thinking and fought the urge to cry her eyes out. Who knows how he would react if she started crying. She wasn't a girl who hated easily, but she absolutely hated this man.

In a rare moment of self pity the girl pleaded 'why me?' and blamed the whole situation on her special abilities. After all it was because of these talents that this demented group wanted her right? Thanks to the mind reading powers she did have she lived these past three days in more fear than she needed to. Sure, her powers allowed her to produce the occasional embers,sparks, or snowflakes from her hands but that wasn't going to help her much if that brute acted on his desires.

The sudden thud of the cabin's door broke her train of thought. A rather chubby, shabby boy of blond hair took one step inside and motioned to the two robed men. Paula's fear came back tenfold, was this it? Were they going to finally put her to use in whatever plot they had cooked up? Or what if they had a change of plans? If they didn't need her anymore? Would they just leave her to die? Or just set fire to the house? She almost wanted them to return to the pastime they shared for the last three days. What a disturbing thought to have.

Paula's head snapped around as a new sensation hit her. She could feel a mental energy so much like her own coming from outside the cabin walls. It was so strong, could this be Ness? The friend she had never seen or heard from? She felt a few more waves of the powerful mental energy before everything grew silent once again.

Horrible, cold silence. She waited in this silence as seconds passed like minutes. She stared at the door, the victor of the skirmish would surely arrive at the cabin soon, and judging from those psychic wave it had to of been Ness. Her fear subsided a bit.

Then again, if that shabby looking blond boy was a psychic was well she could be wrong. She bit her lip. She'd be dead wrong. The front door's knob rattled and Paula's breath was caught in her throat, she awaited the answer to her frantic questions.

She watched quietly as in strolled a boy with short, onyx hair. She took notice of his causal attire, jean shorts and a blue and yellow striped shirt. Atop his shaggy locks sat a red baseball cap that looked like he was born with it on. After glancing from corner to corner of the tiny dwelling he set down his bat, which was well used from the looks of it. Paula stood her ground in the center of her cell as he approached.

"Paula, Paula Polestar?" He was close enough now for him to touch the bars if he wanted. He looked her over. She was a very lovely young woman, although a bit disheveled from the days in this cabin no doubt. Still it didn't weigh against her too much. She reminded him of something like a queen without a crown.

"Yes?" Paula could study the boy closer now, he was pretty fit with small bulges of lean muscles on his arms and legs. He wasn't very tan but wasn't horribly pale either. Several spots on his body were marked with bruises and cuts that were in the process of healing over. And was that blue paint he had splattered on his cheek?

"It's nice to finally meet you. I'm Ness." He offered her a friendly handshake, which she stepped forward and gladly accepted.

"So how are you doing? Is everything alright?" Ness asked as he freed himself of his yellow backpack.

"I'm fine, I guess. Better now that those two stooges aren't here anymore." Paula felt a little awkward talking to Ness in person for the first time.

Ness chuckled at her jeer. Grabbing the cell door he gave it a few good jerks. It was sturdy all right. "What about your powers? Any luck opening the doors with them?"

Rather than talk Paula pointed two fingers at the young boy and concentrated. Small, bright sparks sizzled and cackled from her finger tips. It was impressive to watch but had little use in this situation.

"I see..." Ness' hopes for an easy answer had been crushed.

"What about you? You must have some pretty strong tricks, I could feel you using them just a little while ago." Paula grasped the bars excitedly, freedom seemingly within her reach.

"I don't think that will work. I've never caused any physical damage with my psychic attacks to inanimate objects, only things with minds." Ness grimly explained. "Plus it's not like you can get out of the line of fire."

Before Paula's spirits sunk too far she chirped up again. "Well you couldn't of made it here alone right?" Maybe Ness brought along someone who could get her out of here.

"Nope I came all by myself." Her hopes sank before she could be impressed with Ness' ability to make it here by himself.

"Well... what about a key? Did either of those two psychos you beat drop a key?" Paula felt stupid after asking the question, for the answer was obvious.

"If they did I would of used it already." Feeling defeated and stupid Paula sank to her knees. She fought a losing battle with the flood of tears overcoming her eyes. She didn't want to cry in front of someone she just met, but it was just so unfair to go through these last few days only to have her wishes nearly granted and then taken away again. Ness joined his new friend on the floor and removed his cap.

"It'll be alright Paula, tomorrow I'm gonna storm their headquarters and I'll force their leader to let you out." Ness reached out for the young girl's shoulder, only to have it slapped away.

"Yeah I'm sure you'll just fly in like Superman and take out anyone in your way without a sweat right?  
You're just a kid Ness! You'll probably take one look at how many are there and desert me!" Paula choked out in anger and frustration. She was running low on hope and wasn't ready to place it all on the boy before her.

Ness paused, swallowing hard before speaking. "I have no idea how many cultist are out there, or if I'm even strong enough to stand up against their leader. But I'm not leaving without trying first." Paula could tell he was a bit nervous, but it didn't matter as long as she stopped any more false hope from coming her way.

"Why? You hardly even know me!" Her sobbing had died down by now.

"You're right, I don't really know you. There are plenty of people in Twoson who do though. I can't let them, or you, down."

Paula wiped her eyes and looked Ness eye to eye. She had no reason to believe him but for whatever reason looking into his deep green eyes forced her to put that little bit of faith she had left into him. Without her anger trusting him felt right.

"I'm sorry about all that Ness. It's been a really bad couple of days, I didn't mean to yell like that." Her lips curled into a little smile until a throbbing pain in her head caused her to wince.

"What's a matter?" Ness questioned the disappearance of his reward.

"My kidnappers weren't very hospitable and I've been fighting off a cold since yesterday." Paula tried to grin again through the pain.

"A cold huh?" Ness threaded his hands through the metal bars and outstretched his hands on both sides of the young blond's head.

"Hey, what are you doing?" Paula flinched back a bit hoping Ness wasn't getting weird on her.

"Trust me, just look into my eyes and focus alright?" Paula nodded and gingerly followed his orders. As Ness began to focus deeper and deeper into their gaze Paula could feel her headache die down and even her sinuses clear up. Taking a deep breath from her nose she sighed in relief.

"Pretty cool huh?" Ness boasted.

"Yeah! How did you learn to do that?"

"I can't really explain it myself. I just noticed once day that if I focused my energy and thoughts on getting better the healing process sped up. The more I used it the quicker it happened." He explained, running a hand through his dark head of hair. "It takes a bit out of me however, which is why I'm going to get a full nights sleep before hopefully getting that key tomorrow. "

"So you're leaving?" Paula didn't take to the thought of being alone again.

"I was going to stay if you needed some friendly company for the night."

"Well it's not like you have much of a choice." Paula deduced from the size of his backpack that he didn't carry camping gear.

"Actually I explored the town a bit before I found this cabin, there are a few other places I can stay. It's up to you really." Ness wasn't willing to stay if Paula wanted her privacy.

Paula thought a bit, she really didn't want to be alone and left to worry and wonder again. If she tried they might even have a little fun tonight. "Of course you can stay Ness." Nodding he got into a more comfortable sitting position.

Paula did the same on her side. "So what do we do now?"

"Well we're going to be traveling together for a while, how about we just get to know each other?"

Paula looked to him for explanation. The two of them? Traveling together? Ness couldn't help but to smile at her confused state.

"I guess I should do some explaining first..." Ness stretched, this could take a while. "Well, did you hear about the meteor that fell in Onett? " Paula quietly nodded.

"Well one of my neighbors lost his little brother while they were checking it out, so we went up there together to look for him. Sure enough we found him near the meteor when we noticed what we thought was a bee buzzing about."

"So, was it a bee?" Paula seemed unimpressed.

"No, it's hard to believe but it was actually a messenger from the future! His name was Buzz Buzz. He came all this way to tell me about the horrible future that awaits us all."

"Horrible future?" Paula sounded like she only followed half of what Ness had told her.

"Over the course of ten years the Earth and all it's people will be corrupted and destroyed by the great cosmic destroyer, Giygas" Ness explained rather grimly.

Paula scoffed, it honestly sounded like Ness had spent too much time watching bad horror movies.

"It's true! Giygas is influencing people and animals and even plants!"

"Plants Ness? Really?" Paula assumed this blue cult was just a group of nuts, not influenced by some sort of alien.

"It's true, you have no idea of what I've gone through to get here."

"Like stepping on demonic flowers?" Paula asked with a sarcastic tone.

"Like this." Ness laid his right leg out for Paula. Along the width of his leg, right over the middle of his calf was a large thin scar that nearly wrapped around his entire leg.

"What happened?" Paula winced at the sight of the jagged pink mark.

"Buzz Buzz said that in order to stop Giygas I'd have to visit eight sanctuaries. Well the guardian of the first sanctuary got me pretty good." Ness ran his hand over the scar, remembering how much he panicked when his leg was bleeding profusely.

"And whats the point of visiting these places?"

Ness stood up and retrieved his backpack. Rummaging through it he removed a few items, a jacket, a few food items which Paula silently coveted, and a hand held radio with headphones. Reaching in deeper he finally seemed to find the object he was searching for, he quickly pulled it out and offered it to Paula. A smooth blue stone, but she could tell there was something odd about it. Was it the subtle glow it gave off despite the lack of light in her cell? Didn't it feel a bit heavier than she expected for a small stone?

"Touch it to your forehead." Ness suggested.

Paula did as she was told. She could feel something fill her head, and if she concentrated hard enough she swore she could hear music. Soft, gentle notes like the kind a music box would play. Only a few seconds pass and the music stopped, the quite song fading into silence again.

"Buzz Buzz said I had to visit each place and record their piece of the melody into that sound stone. After I completed it the Earth will amplify my abilities enough so we stand a chance against Giygas."

"And what makes you think I should come with you?"

"Well Buzz Buzz said the world would be saved by 3 boys and a girl, when I heard that you had power like I did I figured you were the one."

Before Paula could ask anymore questions her stomach groaned loud enough for the pair to be interrupted. She could still she the bounty of non-banana, non-egg food from the corner of her eyes. Ness seemed to pick up on her thoughts as he grabbed the small feast.

"Want some?" He kindly offered.

"If you don't mind." Her hasty hands juxtaposed her polite demeanor. She grabbed a burger and what seemed to be a croissant wrapped in some sort of wax paper. She happily bit into the burger, while it wasn't exactly what she'd call fresh it was the best she had in the last few days. Ness rummaged through he bag once more, this time retrieving a single can of juice.

"I only have one of these, you don't mind sharing do you?"

Paula shook her head. Even if she were still young enough to be concerned about cooties, which she grew out of quicker then most kids in Twoson, this was a special case. The two finished off their rations of choice along with the juice and slumped comfortably next to each other. The sun had begun to set and orange light poured into the room.

"So what's it like living in a preschool? Do you like it?" Ness hoped his friend wasn't ready for bed yet.

"Sure, it's great! I really love helping my parents look after the kids. Lucky for us we don't get any really rowdy kids. I'm always keeping them out of trouble and stopping them from getting hurt." Paula smiled from the thought of it, being away for so long she had really grown to miss all of them. Even if it was only a few days time.

The two were quiet again and Paula yawned. She was tired and as hard as Ness tried to deny it he was too. The coming morning frightened him to no end. Tomorrow he would go up against his greatest challenge yet. This time not only did his life possibly lay on the line but Paula's freedom as well. He slowly began to drift away in thought as his fears and anxieties got the best of him. He could already see himself all bloody, beaten black and blue. Probably more blue than normal.

"HEY NESS." Paula shouted, sounding a bit peeved. This shout was more then enough to snap Ness out of it.

"Huh? Oh...sorry." Ness smiled shyly. "What's up?"

"I said I think I'm ready for bed." Paula was nearly laying down already. Propped up on her elbow she reached for the only other object in her cell, a teddy bear she used as a pillow.

"Oh, well here take this then." Ness grabbed his jacket and held it out to Paula. "You should probably take this so you don't get sick again."

Paula's cheeks grew a deeper pink. She wasn't exactly used to being cared for. "Are you sure?"

"Yeah I can get rid of my own colds easily. I don't want you to getting sick tomorrow."

"Thank you Ness." She did her best to cover herself. Her favorite pink dress didn't bode her well with the unheated cabin after all. Ness moved to lied on his back and tried his best to get cozy, which was much harder on his side of the bars.

"Goodnight Ness." Paula chimed.

"Night Paula."

Forty five minutes passed in silence and Paula had no luck catching any sleep. As soon as her eyelids slid shut everything felt like it did before Ness arrived. As soon as she escaped into the darkness of her mind she saw that blue clad creep again. Watching, drooling, lusting over her. It sent the same horrible shivers up her spine as before. When it became too much she would open her eyes only to see the boy who slept outside her bars.

Ness seemed fast asleep, the journey here must of taken a lot out of him. Not to mention all the fighting he had done. His arm was outstretched towards her, almost reaching all the way into her cell, making her feel like the cage wasn't as confining as it once was.

She gazed at his hand. She couldn't explain it but the hand seemed so much friendlier then the cultist's hands who pushed and dragged her all the way here. Hands were hands after all right? An idea popped into her weary head. He helped her so much already, he wouldn't mind doing it one more time tonight. Plus he probably wouldn't even know about it.

As slowly and gently as she could, she snuck her hand beneath his, blushing as if someone had already caught her in the sneaky, little act. The warmth of his hand did comfort her a good deal. Just knowing he was here and real did wonders. The warm feelings soon dissipated however, when she looked up and saw Ness' eyes open, looking to her in the moonlight.

Paula's heart began to beat wildly, and she shamefully looked away like a child who was caught stealing. She softly tried pulling her hand away only to have Ness' fingers tighten. Once again his gesture wasn't forceful, it was kind. As if he was willing to lend himself in anyway as long as it helped her.

His eyes were somewhat of a different story. It was hard to tell in the sparse moonlight but he seemed to look a bit confused. Any words of explanation lost themselves in Paula's throat. She could only squeeze his hand back and try to get back to sleep. She hoped he knew that, in the end, this didn't mean anything. She just needed his help again, nothing romantic.

By the time the morning sun's rays crept itself inside their bond had broken. In actuality Ness had been awake for sometime. He was all ready to go, just wanting to talk to Paula before leaving. Although he in no way wanted to go out looking for more fights he knew he had to.

"Paula...Paula?" He reached through the bars and gently shook her.

"Wha... What is it Ness?" She sleepily sat up, rubbing her eyes.

"I'm leaving now, to go get the key to free you. I'm leaving my radio and my extra food here for you, just in case things don't go as smoothly as planned. The radio should help pass some time while I'm gone." He put on a smile as he spoke, despite the torrent of anxiety within him.

"I'm sorry I can't be more help to you. Are you sure you wont need your food?" Paula did her best to wake up in a hurry.

"I can grab some of those bananas or eggs I saw on the way here." Ness swore Paula face grew a little green at the thought. "I'll be back in a flash, alright?" as he turned to the door Paula stopped him.

"Ness come here, I think I can help a little bit." As he returned she motioned for him to come closer. Digging through her pocket she fished out something no bigger then a quarter. Carefully she tugged at his shirt and pinned it to it. Ness looked down at it and then back to her, confused.

"It's not much but it's my Franklin badge. It's my good luck charm." She smiled, encouraging him to do his best.

Without another word he was gone. Out to risk death in exchange for her freedom. As she grabbed the small radio she couldn't help wondering about her possible adventure with him. Maybe she would be doing the same soon. Not only for Ness though, for her Preschoolers, for Twoson and of course for the World.

**A/N:** Hey everyone. After a recent play though of Earthbound I decided to finally get some story ideas I had down on paper. I was also saddened by the small amount of Ness and Paula fic here so I'm throwing in my hat. Just to make it clear most chapters wont tell a straight, linear story, but rather each chapter picking up on different parts of their journey. All chapters will still be in chronic-logical order however. Please Review if you enjoyed reading it! Thanks for looking!


	2. Turn the Page

And a Girl

Chapter 2: Turn the Page.

**Disclaimer:** **I do not own Earthbound!**

"Come on Ness! I haven't been home in almost a week now! Everyone's probably beyond freaked out by now!" Paula argued so diligently as she sat on her warm, comfy hotel bed.. In truth it had only been half a week but she was willing to stretch the truth if it got her home sooner.

"I just think it would be better if we get it out of the way now. Then we never have to come back here."

"What makes you think there's anything in that cave anyway?"

"I don't know, I just have a feeling. And I happen to trust my feelings."

"A feeling? Really? I'm not going home because you have a feeling?" Paula raised her voice.

"Hear me out, call your family in the morning and if we don't find anything in two days we'll head back to Twoson."

Paula had thought about it long and hard. She wanted to be selfish, she wanted to demand that he take her home first thing in the morning. Something nagged at her conscious the more she thought about arguing.

She owed him. He saved her from a horrible, unforeseeable future didn't he? Not to mention if she was going to travel with him it might be best to get use to all this adventurous exploring. Another two days wasn't going to hurt that much right? Paula had come to her answer, it may of not been the choice she wanted but she was pretty sure it was the right one.

"Alright, I'm going down to the lobby to use the phone." Paula left in a huff, after all she couldn't let Ness know that he had won this battle so easily. It was going to be a long couple of days.

Paula sighed, at this point the fourteen year old was miserable. She had been out of that cell for a glorious two days now and this dark, dreary cave was the last place she wanted to be, secluded mountain cabins being a close second. If she counted all of the things that had managed to tick her off since yesterday she would be using both hands, and probably would need a third soon.

She couldn't help but to grit her teeth. If she had the choice right now she would of changed her answer no matter how much of a brat it would of made her out to be. She sat on a rock that was somewhat flat, and silently wished it was smoother and more comfy. Her hands held the tattered skirt of her dress up to her knees as Ness keeled in front of her. His hands glowed with a familiar blue light as he worked on healing the jagged cuts an unruly mole had left her shins with. She was too angry at the pain and overall situation to be embarrassed at Ness' current vantage point. As Ness finished his healing session he gave her an apologetic look. A look that echoed the statement he must of told her a dozen times yesterday: "Don't worry, it will get easier."

Whether or not it was getting easier wasn't the problem at the moment. Down the cavern path wandered a bear. A seven foot tall, full of muscle and teeth, ready to tear them apart, bear.

Ness stood up, glancing at his handiwork. No scars at all, he was getting better at this. Giving Paula a smile only earn him an annoyed look in return.

"Thanks for that." Paula stood up, brushing off the back of her dress. " Now what are we going to do about our friend down there?" She nodded in the direction of the animal.

"I'm not sure, I've never encountered something like that before. The giant ant was about as big but I'm not sure if it was as fast as a bear. Not to mention that bear has sharp teeth and claws, that's twice as much to worry about than just giant bug pincers."

Paula contemplated quietly, not only was Ness more experienced but he was more experienced with his powers. It was probably better to let him think of a solution. Minutes trickled away and the wait almost grew unbearable and she watched him in silence.

"Hey I got an idea!" Ness slammed the bottom his fist into his open palm. "We could distract it with your teddy bear somehow and maybe sneak by it."

Paula hugged her teddy defensively. "How about we throw YOUR bear at it!" She countered scornfully. She wasn't ready to give up the comforting little creature over such a stupid plan. Back to square one the two young teens continued to wrack their minds over the problem.

Paula's blue eyes looked about their rocky surroundings, looking for something that might spark an idea or anything that they could use. Of course the large collection of rocks didn't provide much muse, and stoning the beast may just be as stupid as the teddy bear plan.

Her eyes set on Ness' backpack. Letting her mind wander off track she noted it's odd color. In her experience boys leaned more to blacks, blues and reds. Darker colors, definitely not the bright yellow Ness' was. From what she noticed Ness' had very odd taste compared to most boys she knew. Luckily that yellow bag was just the thing she needed for an idea to take form in her head.

"Ness how much food do we have left?"

"Not too much, some bananas, a few eggs and a few slices of pizza we ordered from last night." Paula nodded in response.

"What if I use my fire to heat up some of that food? We could warm up this flat rock enough to get the smell of food in the air. The bear should catch the scent and be too distracted by it to notice us sneaking by."

"Ah I see, it maybe influenced by Giygas but surely it won't be able to resist a nice pik-a-nic basket. Eh?" Paula stared at her friend, unsure of how to react to the incredibly dated reference. She once again took notice of his oddness.

"Just get the pizza ready." She sighed.

The two slowly jogged down the rough cave corridor. Surprisingly their impromptu distraction worked well enough on the bear for them to get by unharmed. And best of all they could make out a brilliant golden light in the distance. The light that would help shatter the nightmare rock, as Ness put it earlier. She wasn't sure if there was actually a rock they had to break or if Ness was just having a poetic moment. Either way the sooner they got their the sooner she would be on her way home. She didn't know that there was one hurdle to jump before the two could rest. They would soon learn that it was a rather large, hairy, dangerous hurdle.

What stood in the way of their golden light was a creature larger than Paula had ever seen.

"Another guardian?" Ness spoke aloud, just barely above a whisper. A nervous sweat formed in his palms and it felt like a rock had taken refuge in his stomach.

The guardian mole stood tall on its hind legs. It was only slightly taller than the bear. Its glowing, menacing red eyes made Paula forget about the previous hardships the two had faced that day. She stood her ground as her heart beat a furious rhythm. Glancing over she could tell Ness was in the same boat. The mole spoke to them through telepathy, it's voice booming in their skulls.

"Ness? Ness! You've finally made it! Welcome to your sanctuary. Well, it would be yours if master Giygas hadn't instructed me to stop you. If you wish to even get one step closer to the Lilliput Steps you'll have to go through me."

Ness swallowed hard, and managed to stand his ground despite the fact that he visibly shook.

"I won't back down." The black haired youth readied his bat.

"Alright then, so be it."

In one swift movement the creature was back on all fours, and with deep grunt it charged into Ness until the beast had him pinned against the cave wall. Ness struggled against the pressure, the pain growing unbearable.

"This is the chosen? Your nothing but a pup!" The mole mocked slowly putting pressure on Ness' body.

Ness was shaken, opting for the first plan to pop in his head. Clamping his eyes shut he concentrated on using a skill that might buy him some space. In the small space between the mole and him grew a small ball of light which exploded into a blinding flash.

The mole hissed at the intruding light, but only let up a bit. Ness groaned, his body still screamed to him in pain. Striking the giant with his bat was out of question with being pressed against this wall. Was it time to use his ace in the hole already?

The giant mole suddenly yelped in pain, a large chunk of ice colliding with it's shoulder. In rage it turned it's heated gaze to his prey's blonde companion. The beast was barely aware of the additional player in Ness' ranks, but another human wasn't going to be a problem.

The mole stood before her before her nervous wracked body could react. Her blue dilated eyes watched in horror as one deadly, clawed appendage was lifted high above her head. Shaken and panicked her body jumped into action without command, her thin hand jutting out and sending half a dozen sharp icicles into the threatening paw.

The creature didn't roar in anger or even screech in pain. It looked at it's pierced paw in annoyance before shaking loose the bloodied ice and preparing it's attack again.

Paula fell into dread upon seeing how useless her attack was. If she weren't so blinded by fear she would of admired how far her skills had grown these past few days. Her eyes clasped shut and she cringed as the mole's arm came nearer.

Paula was sent tumbling to the ground, a light groan escaping her lips as she collided with the rough earth. Was this it then? She worried she was going to open her eyes to a even more tattered and bloodied dress. And after that she'd have to watch Ness fight and die by the hands of the fur-covered titan.

"Come on Paula get up!" Her companions voice rang out.

Opening her eyes she could see that her dress and herself had remained unchanged and Ness, who was now a mere few feet away from her was steadily rising to his feet. She gritted her teeth and followed suit. If ice wasn't going to stop him she was was going to cook up something that was going to hurt. Concentrating was easier now that she knew Ness could buy her some time. She brought her hands closer together and closed her eyes. Slowly sparks jumped from one hand to the other, growing faster and brighter the longer she waited. Just as she wondered if she was going to lose control of the bounding energy she opened her eyes and took aim.

She had tried her best, but lighting wasn't the easiest thing to control.

The blast had only grazed the rodent, who took to all fours again rammed into Ness. Reverting to its previous plan of squashing him against a cave wall. Paula was feeling the strain of battle and was unsure if she could conjure up anything to throw at the mole from this distance.

A somewhat familiar feeling swept over her, seemingly coming from the raven haired boy. It was only the second time she saw Ness use his powers offensively. The amount of power she could pick up on was honestly a bit frightening. Even more so when she was reminded that it was coming from Ness, a boy who seemed so kind and mild mannered most of the time. Lights of purple, red and yellow briefly filled the cave as the mole stopped its charge, bucking like its own mind was attacking it from the inside of its skull.

Ness only took a small moment to catch his breath before closing his eyes in concentration. Within seconds the creature stopped bucking and began struggling to move. Paula looked on, confused. Was the break in the fight Ness' part?

"He's not going anywhere as long as I can help it, so get him!" Ness commanded not moving an inch himself.

Paula didn't speak only nodding as she approached the fearsome creature from the side. Breathing deeply her thoughts took the form of a rather large chunk of ice forming above the animals head. When she was satisfied with the size she released it, allowing it to shatter on the paralyzed creatures head and knocking it unconscious.

The two were almost afraid to move. They slowly inched towards the cave opening their opponent was so dead set in protecting, as if any disturbance might wake the giant up from it's slumber.

The opening led to a field of green grass, not much different from the other end of the cave. Littered here and there were small sets of human footsteps who's creation Ness nor Paula could really explain.

"Ness, I think we both could use a little repair." Paula spoke up, rubbing the elbow that slammed against the cave floor earlier.

"I got it covered, have a seat." Ness sat in the grass and patted the spot next to him. The two sat in silence for a moment with neither of them moving.

"Well aren't you going to heal me?" Paula asked, annoyed at his seeming laziness.

"I don't have to, see?" Ness pointed at her elbow, which no longer bore the nasty scrape it once did a moment ago..

"But how?" Paula asked in awe.

"I'm not sure myself but the same thing happened at the Giant's step. All I had to do was rest there for a while and I noticed my cuts were gone and my mind was a lot clearer too."

Now that he mentioned it her arms, which were sore all day from their previous spelunking, seemed fine now. And aside from a little weariness nothing seemed wrong at all anymore.

Ness reclined into the comforting bed of grass and Paula soon followed. The two spent a moment starring into the orange evening sky for a bit before Paula spoke.

"So have all your fights been like this?"

"No not really , it's a lot different now that I have someone to fight with."

"Yeah, well I'm sorry I'm not very good at this sort of thing."

"What do you mean? You did great Paula! I probably wouldn't of made it without you." Ness gave his usual warm smile. "I'm sorry I couldn't think of a better battle plan sooner. I'm not very good at taking charge of these sort of things."

"Well I hope it will get easier over time."

"Yeah, me too."

"Anyone ever tell you that you're kind of an odd guy Ness?" Paula couldn't help but to remember her thoughts from earlier inside the cave.

"You mean the psychic thing?" Ness was more intrigued then offended.

"Well besides that, you don't dress like most guys our age. And your taste in music..." Paula had noticed his preference in radio stations from the previous days.

"What do you mean my taste in music? It's only rock and roll."

"Its the same stuff my dad listens to." Paula explain in borderline disgust.

"So, what's it matter?"

"I don't know, just trying to get to know a bit more about you."

"I see, well I don't really care about fitting in or being Mr. Popular."

"Well I guess neither of us have much of a choice, with these powers and all."

"It doesn't matter, if people think we're weird that's their problem."

"Yeah I guess." Paula sounded a bit unsure. "Still it must be nice, being that person everyone loves and flocks to. Instead of some fire-spouting misfit."

"Hey," Ness sat up, looking at her sincerely. "It doesn't matter how many people you have around you so long as the people you do have really care about you." Paula didn't look back at him. His words seemed like nothing but silly optimism to her. The type of stuff her parents would say when they had  
no idea how bad things really were.

"Would you mind if we went back now? I want to leave for Twoson as soon as we can tomorrow." Paula joined Ness in sitting up, letting his advice drift away.

"Sure, there's nothing left to do here." Ness got to his feet. Feeling like a new man, although he could feel the need for sleep steadily creep up on him. He offered his hand to his comrade and they made their way back to the quiet shadows of the cave.

**A/N: **Sorry for the wait for such a short chapter. Right now this story isn't my first priority and it probably won't be unless there's a large demand new chapters. Don't let that worry you though, I'll try for a minimum of one chapter a month.

So I've painted Ness as a bit of his own man. He does his own thing and doesn't mind being a bit different. He not really a social pariah though either. He doesn't take the leadership role as well as he could and lacks confidence sometimes but maybe that will change overtime. He also likes older music, which will become more apparent as time goes on.

Paula on the other hand would be much happier being the popular girl. The one the boys dream of being with and the girls want to be more like. Sadly her town wide fame prevents her from becoming that person. Traveling the world with Ness may do the trick, or may do just the opposite.

And what of Jeff? What am I going to do to his character? You'll have to read the next chapter to find out!

Thanks to everyone who read and left some sort of feedback for chapter 1. You guys are the best!


	3. Desperado

And a Girl.

Chapter 3: Desperado

**Still don't own Earthbound.**

The blonde psychic was stirred from her nap on the cold rocky ground thanks to the hollow sound of someone striking something large and metal. Her head throbbed in response with every silence breaking clash. She closed her eyes tighter hoping somehow it would help her get back to sleep when a thought occurred to her.

She didn't remember laying down to take a nap, and not on the rocky ground for that matter.

She sat up and opened her eyes, unsure of what to make of her surroundings. From what she could tell she was underground. Dirt walls surrounded her on all sides, save for a metal door Ness had been bashing with his bat to no avail. A good 10 feet above the two was a good sized hole which allowed the evening sunlight to flood the small cavern.

"Ness? What's going on?" Paula asked, still a bit groggy.

"It's good to see you're finally up." Ness let the trusty bat slip out of his hands in defeat as he faced his friend. "Are you feeling alright?"

"I have a little headache but I'll be fine. Now where are we?"

"As far as I can tell we're still in Threed." Having only woken up ten minutes earlier Ness couldn't give a definite answer.

That was just great, still in Threed. Paula didn't care for the dreary town all that much. It seem like it was stuck in never ending autumn for some reason. The leaves in the trees were all dead and wilting and the smell of the decay was always stuck in the air. The current zombie infestation the town was under was the worst part of course.

Slowly Paula's pain-addled mind recalled the events that lead the two to their capture.

They had left Twoson with the Runaway Five, and all it had cost was the most money she had ever seen in her life. The ride itself was actually a lot of fun. The band played and sang, celebrating their liberation from the Chaos Theater. The music wasn't really her, but she couldn't help but join in on the mirth and Ness was surprisingly fun to be with when he let loose and stopped worrying so much. She was already looking forward to the next time they could kick back and relax.

However as they arrived at Threed it was right back to work. After learning of the zombie problem and exploring around the panicked stricken town their only lead was a suspicious woman who shared a hotel room next to theirs. It was when they snuck into her room they were ambushed.

Paula clenched her teeth. If she ever got her hands on that cheap, zombie helping floozy she'd make her pay.

"I'm not sure if we're going to get out of here by ourselves either." Ness motioned to the metal door.

"What!" Paula shouted in disbelief. First the cabin and now she was stuck underground, like getting out of one jail cell and stepping right into another. Her eyes frantically darted around. Ness must of missed something, anything that might aid them in escaping.

"I could melt the door!" Paula exclaimed, standing up eager to give it a shot. Ness just looked on, lost in thought for a moment.

"I don't know if that's going to help, the door seems pretty thick. And what about the smoke? We don't have that much ventilation you know." Ness pointed to the small opening above them.

"What about the hole then? I can blow it open with some lightning and we can get out!" Paula suggested excitedly.

"But how would we reach the hole?"

"If I blast enough dirt we might be able to climb on it and get out." Paula blurted out. The silly idea was more then enough proof that she was desperate.

"We'd be right under the cave in though, we could get seriously hurt. Even if it did work we'd come up battered and tired only to have to deal with the zombies. Lets just calm down and think this over a bit more, okay?"

Try as she might Paula couldn't think straight. She was frustrated; at the zombies, at the woman who lead them into the ambush, at the town of Threed itself.

"There is a power of yours we could use shouldn't put us at any risk."

"Which one is that?"

"You could contact someone to come help us. Just like how you got a hold of me." Ness suggested optimistically.

The plan sounded like it might work, save for the fact that she had no idea how she contacted Ness. The only reason she knew Ness even existed was because of a psychic-fueled dream she had. She found herself too embarrassed to admit her doubt in her own abilities, or that she had a dream about Ness.

"What if it doesn't work?" Paula asked cautiously.

"Then we may have to try one of your plans."

Taking a deep breath Paula did the one thing besides eat and sleep she remembered doing in that rustic cabin, she prayed. She prayed for help, for someone to come find them. She didn't care who as long as it wasn't a zombie or a cultist. A moment passed in silence as she finished and opened her eyes to look at her friend again. Ness could tell she didn't feel any better about the situation.

"Well what do we do now?" Paula asked as she unclasped her hands.

"I guess we sit tight. Lucky for us the zombies didn't think to take our bags. We'll be somewhat comfortable for the night." Ness pointed out.

Paula only nodded and went to her bag. After getting back to Twoson she made a point to take Ness through the department store personally. For a trip that might take the two around the world he was no where close to being prepared for it. Luckily Ness had more than enough money for it all. A blanket, changes of clothes and a first aid kit were just a few things that now filled her backpack. She also had Ness buy himself a new hoodie and a few different clothing items. She looked back at him, the hoodie seemed like a natural match for him. It was almost the same blue as his stripped shirt was. For whatever reason he still wore his shorts even though Threed was a good deal chillier then Twoson was. She changed into her new pair of white leggings as soon as they got a hotel room.

Digging through her bag she retrieved the blanket and spread it out. Taking a seat on it she wrapped one of the loose ends around herself, the other end was Ness' invitation to come sit with her. Grabbing his bag he took the seat next to her. He hadn't realized how chilled his legs actually were until the touched hers.

Paula watched quietly as Ness dug through his bag and retrieved his radio. Was really really just going to listen to music and leave her by her lonesome? She quickly began running through possible conversation topics in her mind as he set to work untangling his ear buds.

"So Ness, was that your first concert?" He stopped and gave her his full attention as he usually did when she struck up a conversation.

"Yes, actually. We don't have that many venues in Onett."

"Really? It was my first one too."

"I'm sorry the music wasn't more to your taste."

"I still had a good time, they put so much energy behind their show it was hard not to have fun!" Paula grinned.

Ness smiled, happy to hear that she wasn't miserable this entire time. As Paula thought of something else to talk about her small grin turned into a mischievous smile.

"And how about that obsessed fan we met?" She asked as innocently as she could.

"What about her?"

"Well, was she your type?" She stifled a giggle as his face turned a deeper red.

"Huh?" Ness was a bit confused at the sudden turn their conversation took.

"Don't play innocent, I saw you stealing glances at her. So what did you like so much about her?" Paula pressed on, ribbing him.

"I have no idea what your talking about." Ness lied, hoping his friend would forget about his past behavior.

"It was because she was older right? You like older girls don't you?" Paula smiled slyly, enjoying the reaction she got from her dark haired companion.

"No... not necessarily." Ness tilted his head downwards, hiding behind his hat.

Paula took a minute to think, unwilling to let her game end so early.

"Well her shirt was a little low cut, maybe you're not as innocent as I thought."

"Hey!" Ness attempted to interrupt.

"Looks like I'll have to keep an eye on you Ness. We can't have you chasing girls while we're trying to save the world." Paula clicked her tongue, playing like she was disappointed.

"It wasn't that!" He nearly yelled, clearly flustered.

"Well what was it then?"

"Her hair!" He answered barely above a whisper.

"Huh? What was that?" Paula didn't expect such a simple answer.

"I liked her hair, that's all." Ness popped an earphone into his ear, effectively ending the conversation.

Paula was struck silent at the simple response. Her hair? There wasn't anything too special about her hair. Just a plain, blonde ponytail. If it weren't tied back Paula would of guessed that it would have been about shoulder length. It looked a lot like her own hair when she tied it back. Paula glanced at the side of Ness' face. Was that why he was so embarrassed? Did that mean he liked her hair as well?

Rather than risking souring his mood even further Paula decided to leave him be. Maybe the best thing would be if she got some sleep for now. Again she felt lonely with no one to talk to and the evening light slowly fading away. She inched closer to Ness and tilted her head slightly, resting on his shoulder. For a brief moment she second guessed her action, but she reassured herself that Ness wouldn't mind.

As long as he was being of help he never minded.

* * *

Jeff Andonuts walked down the street of an unknown town, his feet knowing what asphalt path to take. In his hand was his tool of choice, a handgun. Try as he might he couldn't call to mind what make the weapon was, not to mention if he had reloaded it recently. Whatever, it didn't matter much now. There were bigger problems at hand.

His eyes cautiously watched the line of trees along the boulevard. Those odd, marmalade colored trees that seemed to stretch on forever into the slate gray sky. They always seemed to emerge from behind those damned trees.

A moan caught his attention and he quickly spun on his heel, taking aim with the gun. Dozens and dozens of ravenous undead stumble towards him. He stumbled back, feeling overwhelmed by their growing numbers. He fired his weapon a handful of times before turning to escape.

Running deeper into the city proved to be no help as more and more of the living undead crawled from every shadowy path and cove of the maze of buildings. Before long he was cornered, his back against the large display window of a department store. He fired at any creature who got close to him, his gun never needing more ammunition.

"We need you..." A human voice called to him from behind, Despite his better judgment he turned to peer into the store's window.

There in the darkness stood a blonde girl donned in a bright pink dress. Her hands were folded as if she were in the midst of prayer and her soft blue eyes seemed to plead to him as she spoke again.

"We are friends you've never met and we need your help. Please come to Threed and help us!" Her blue eyes peered into his soul.

Jeff pounded on the window, hoping to shatter it and come to her aid. It was to no avail and soon he could feel multiple set of rough, dead hands dragging him to his horrible fate.

His brow was covered in cold sweat as his eyes shot open, trying to take in something other than the dark of his dorm room. Slowly he rose to a sitting position, succumbing to a fit of coughs shortly afterward. Every morning seemed to follow this little ritual, the coughing always came back and he'd have to stifle it with the cure he kept in his nightstand. Quietly he pulled open the drawer, his hand almost immediately finding the small box which held his temporary cure.

Jeff Andonuts, despite knowing most of the harm it might do to him in the future, smoked. It wasn't like he was horribly addicted. Cigarettes weren't easy to come by for a fourteen year old who, thanks to his influential ass of a father, lived in the school year round. So his smoking was cut down to once in the morning and maybe one during those late work nights.

He cracked his window and lit the tobacco filled tube hanging from his lips, willing to endure the chill. All the while the S.O.S. message from his nightmare bounced around in his brain. It didn't even feel like a thought anymore, but more like someone was right behind his shoulder constantly repeating it. As he took a final drag a rustling in his roommates bed broke his train of thoughts.

Tony was probably the best roommate Jeff could ask for. Not only was he pretty easy going and tolerant of Jeff's bad habits, but he had been a good friend since Jeff had come to the school. Jeff took a final drag from the cigarette before putting it out. If the invading chill was going to wake Tony he would be more than glad to cut his smoke break short. At the same time he knew sleep wasn't an option any longer. Not with that silly dream ransacking his head.

The halls of Snow Wood were quiet and dark, which was to be expected since it was only 4 am. He would probably be the only one who was normally awake at this hour if it weren't for Maxwell. Their love of science made the two fast friends, despite the fact that Jeff was only 14 and Maxwell was training to become a teacher. Knowing Maxwell, Jeff headed towards the library, the only place that might stay nice and quiet after the student body woke up.

* * *

"Good morning Jeff. Burning the midnight oil again?" Maxwell asked from his seat on one of the library's couches as Jeff approached.

"No, just couldn't get back to sleep." Jeff took a seat at the other end. "What about you, any luck with your research?"

"Not really, I think I might have to go out soon and study them in person." Maxwell put down the book he was reading moments before.

Jeff only nodded in response. Maxwell had been trying to find out why the animals of Winters had grown so aggressive lately. There had been numerous reports of unprovoked attacks the past few weeks, luckily no one had been killed yet.

"Apparently Winters isn't the only place that's encountered this problem either."

"Really?" Jeff hadn't been keeping up to date on the subject.

"Yeah there are reports from all over of violent, animal and even human attacks."

"Wow that's pretty bad."

"And the strangest of all is in Threed." Jeff perked upon hearing Threed mentioned.

"What's happening there?" Jeff asked slowly.

"Well it may sound silly but there's talk of the living dead attacking."

Jeff froze, the coincidence recalling that voice which seemed to plead from right over is shoulder.

"You mean like zombies?"

"That's what they're saying, silly isn't it?" Maxwell chuckled.

"Yeah, ridiculous." Jeff grew quiet. Again her voice rang through his head. It was all just a coincidence right? It didn't mean anything at all. The more he tried to brush it off the louder the voice called out to him. He tired to compose himself, burying his face in his hands. For a moment he swore the voice was changing, becoming more frantic. Time slowed to a crawl as the voice wore away at his sanity.

"I think I'm going to take a trip!" Jeff blurted out, not quite sounding like himself.

"Huh? What brings this up?" Concern trailed from Maxwell's question.

"Nothing really. I've been wanting to see my father lately. Maybe he has some insight about these odd happenings." Jeff half lied. He was going to need his father's help in order to get to Threed, but he really didn't want to see him. Besides, he'd sound crazy if he told Maxwell he was going to Threed because of a really convincing dream he had.

"Going to see Dr. Andonuts? It's been quite awhile since you've seen him, hasn't it?"

"Yeah." Jeff was too bitter towards his father to count the years.

"I don't know Jeff, it's dangerous out there. And how much school would you be missing?"

"If I leave this morning it should only take a day or two. Plus he'll probably give me a ride back or something." Jeff reasoned.

Maxwell stroked his chin. As a member of the staff it he could get into a lot of trouble if anyone knew he just let Jeff put himself into danger like this. On the other hand however Jeff wanted to see his father. As far as Maxwell knew Dr. Andonuts was the only family Jeff had left. What kind of person would he be if he denied Jeff of his request. Maxwell had a soft spot for the young scientist in front of him

"Alright, but if I don't hear from you in a day or so I'm letting the authorities know. And I want you to write down your findings, just because you're missing class doesn't mean you can skip out on learning all together."

Jeff only nodded, standing from his seat. The sun was beginning to rise and if he didn't want to get caught he would have to leave soon.

"Wait, I want you to take this with you too." Maxwell revealed a box that was hidden on his side of the couch. Opening it up he passed it to Jeff who reached inside and pulled out a seemingly normal looking airsoft handgun. Jeff was stunned once again. If his dream was prophetic this was one of the final pieces falling into place.

"I modded it to act more like a real gun. Its not going to kill anything but maybe it will scare away some unruly animals if you happen to run into them. There's also more parts in the box so maybe you can improve upon it if you need to." Maxwell explained rising from his seat offering his hand in a farewell handshake.

"Don't worry, I'll get you all the info you're going to need." Jeff smiled, shaking his hand before departing back to his room.

It didn't take long before Jeff was packed and ready to go. Unfortunately in his haste he had awoken Tony. Lying to Maxwell was one thing, he really didn't want to deceive Tony as well.

"Jeff what in the world are you doing?" Tony got out of his bed, dragging himself to his dresser.

"Nothing, I'm just getting ready to take a little trip, that's all."

"Where to?" Tony grew suspicious.

"Just to visit my dad."

"Hmm, well where ever you're really going I hope you're not planning on leaving for too long." Even if Tony couldn't see Jeff's face it was easy enough to sniff out his lies. Jeff turned and faced his roommate, who was busing buttoning his uniform.

"I'm not sure how long I'll be away for. You don't have to worry about it though." Jeff walked past his friend, only for him to follow.

"What's so important that your skipping an unknown amount of class for?" Jeff usually wasn't the one to skip classes. Tony couldn't help but to begin worrying.

"I think someone out there is trying to get a hold of me, someone who needs my help." It still sounded crazy, Jeff had to wonder what Tony thought of what he said.

"Someone is trouble? Where and how do you know?"

"I had a dream that someone in Threed was in trouble."

"What? A dream! Have you ever thought that it might only of been a dream and nothing more?" Tony exclaimed as the two left the school building and headed to the front gates. Tony didn't have too many other friends at Snow Wood, the thought of losing his dearest one because of a dream frightened him.

"I know, but I can't get the idea out of my head that there's something more to it all. If it turns out to be nothing I'll come back and accept whatever punishment awaits me but for right now I just have to check it out." Jeff attempted to climb the locked gate a few times, only to slide down the bars.

"I've always known you were a mad genius Jeff, but maybe you were just mad all this time." Tony chuckled, a bit unsure of what to make of it all. The two looked at the towering gate which kept all the boarders of Snow Wood caged in. After a moment of thought Tony stepped forward, getting on all fours. As his closest friend he had no other choice but to trust Jeff and his dream.

"What are you doing?" Jeff asked glancing down at his friend.

"Trusting the intuition of a mad genius. Now get over those bars, my hands are freezing." Tony smiled, willing to give his full support.

In one last attempt Jeff managed to liberate himself from the steely bonds of Snow Wood, looking to his friend and roommate as he stood up and brushed the snow off of his knees.

"Now hurry up and do what you need to do Jeff, and if you're not back soon you had better keep in touch." Tony warned.

"I will, and thanks Tony." Jeff took Tony's hand in a brief shake as his other arm snaked though the bars for a hug. After all Tony was the only one who was willing to trust and support Jeff's wild intuition. Breaking up the hug the two could only go their separate ways, wondering what the future held for Jeff Andonuts.

* * *

The journey across Winters had been hard and strange. Jeff reflected on it momentarily as he stood before the door of his father's lab. There had been plenty of angry animals just as Maxwell had warned. What Jeff had not been prepared for were the sentient mushrooms, protoplasm and Neanderthals that threatened to harm him. He took a deep breath and knocked on the door wondering if the worse was yet to come.

A lab assistant with short black hair answered. "Yes?" He raised an eyebrow, unused to getting such young visitors at the door.

"Hi, I'm here to see Dr. Andonuts." Jeff stated nervously. The lab assistant sneered.

"That's very nice but he is a very busy man you know, and he has much more important things to do and he doesn't have time for your... what is it you wanted with him anyways?"

"I just wanted to talk to him, you see I'm his son."

The older man looked him up and down. Upon seeing some family resemblance he spoke. "What is your name?"

"Jeff Andonuts."

Satisfied with the answer he ushered Jeff in. It was the first in some time Jeff had been in his father's lab. A handful of assistants roamed the floor, taking down data from various experiments being preformed. Jeff's heart thrashed wildly in his ribcage as they approached the oldest man in the lab who had his back to them, swiftly typing away at a computer.

"Sir, there's someone here to see you." The assistant stood next to the doctor.

"Tell them to come back later, I'm right in the middle of something."

"Sir, it's your son." These words got the old scientists attention.

Dr. Andonuts spun around in his chair. He looked on for a moment, studying Jeff's face before speaking again.

"Jerry? Is that really you Jerry?"

The young blondes heart dropped painfully into his stomach. In a way it was funny, one of the most brilliant minds in the world couldn't remember his own son's name. Jeff bit the inside of his cheek, he wanted to scream or cry or just do something. He wanted to rid himself of the painful feelings that filled him to the brim. He denied himself of acting out at the moment, he wasn't going to break down in front of this neglectful man.

"No sir, his name is Jeff." The assistant reminded his superior.

"Ah yes, Jeff." The doctor nodded. "What brings you here Jeff? Come to watch your old man at work for a little while have you?"

"No." He wasn't going to stay even if someone would pay him to. "I need a transport to Threed and I thought you might be able to help."

"Threed eh? Going out to see the world? Well that's a grand idea." Dr. Andonuts rose from his seat and motioned for Jeff to follow him. He led him to the basement where Jeff stared in amazement at the UFO like machine that stood in the center of the room.

"This is my Sky Runner it should help you get to Threed in no time! All I have to do is program the desired destination into it and it'll be all ready to go."

Something began to nag at the back of Jeff's thoughts. There was something Jeff had been meaning to ask his father for sometime and it seemed that he should do it now or never.

"Dad, you haven't heard from mom recently. Have you?" Jeff's voice had become soft and meek as he asked the burning question.

The question stopped Dr. Andonuts in his tracks for a moment and the two stood in cold silence. Jeff regretted saying anything when he received no response. Jeff tried desperately to drop any further questions and hurt feelings he had, only wishing the Sky Runner would be ready soon.

* * *

Paula was awoken with a sudden start. She could of swore that she was just in a vast, grassy field moments ago. She was enjoying the cool, spring breeze when a huge object blocked out the sun and proceeded to fall from the sky and crushed her. She breathed heavily, peering into the darkness all around her, trying to forget the vivid nightmare.

There was no green field or object of death above her, there was only Ness and the darkness. The two were still in their prison under Threed's cemetery. Sighing and wiping her brow she rested her head on Ness' chest again. She closed her eyes, letting Ness' slow, rhythmic breathing lull her back to sleep. Maybe the morning would bring better news for the both of them.

**A/N:** Sorry for the nearly late chapter, but here it is coming in at the last second. When thinking about Jeff I didn't want to make him out to be just another nerd. I hope you like the way I wrote him, hopefully he'll grown even more as the story goes on. Maybe even get over his father issues.

January should have at least 2 chapters. The next one will be pretty short and they both will deal with Jeff getting use to the group and vice versa.

The chapter name is from an Eagles song, if you didn't already figure it out.

Thanks for all the support and I hope you enjoy reading this!


	4. Breakdown

And a Girl

Chapter 4: Breakdown

**I don't own Earthbound.**

In all truth, Ness really didn't know what it meant to be a hero and a leader. There was only so much you could learn from storybooks and video games. Hero seemed like such a grand title, one that was way beyond his reach. However he did know that heroes usually did selfless things, like throwing themselves in the line of fire if it meant protecting their allies. Ness was counting on these lessons and skills to come naturally as time went on.

Today he learned a very useful lesson: getting in the line of fire hurts.

The guardian of Milky Well lie motionless before the trio. Paula had dealt the finishing blow just moments earlier with a stunning display of her ever growing prowess over fire. The giant sprout wailed and wailed before it passed, lamenting that if only it had a few million more year to grow things would of ended up differently.

Ness didn't have time to worry about a whining, dead plant, though. Paula was defenseless while readying her final attack and Ness decided to be her shield if she needed it. His heroic actions earned him a blast to his right shoulder. At first he thought it left him with just another burn, it ate through his shirt easy enough. Upon inspection he found that his skin was fine, nothing was charred and there was barely any redness. The pain didn't set in until moments later.

The raven haired boy fell to his knees, breathing heavily and gripping his shoulder.

"Ness! Are you alright?." Paula's voice rang out as she kneel beside him. "Here let me see." She gently moved his hand looking for the culprit of his sudden outburst.

"Is he alright?" Jeff leaned over the two for a closer look.

"I don't see anything wrong. Come on Ness, talk to us." Paula requested, trying to meet his tightly closed eyes.

"My shoulder! Something's in my shoulder!" Ness gasped through gritted teeth.

The pain was unlike anything he had experienced before. It felt like something had been planted in deep within his his flesh. As seconds passed this seed of pain seemed to grow, cutting into everything that would impede its growth.

"Hey does his skin look more luminous to you?" Jeff adjusted his glasses, taking a second careful look at his fallen peer.

Ness ran a few shaky fingers over the exposed area, retracting his hand quickly when he found how cold and stone like his flesh had become. He doubled over as the pain again crept along his arm and more of his flesh morphed to reflective stone.

"Oh no, we got to get him to the sanctuary, quick!" Paula did her best to help her fallen comrade to his feet.

"Wait, shouldn't we get him to a hospital? What good is the Milky Well going to do?" Jeff questioned.

"It'll fix him, I hope."

Milky Well was as just as calm and peaceful as the last sanctuary. It would have been dead silent is not for the thick sloshing of the well itself.

"If we rest by the well for a while we should all be good as new." Paula commented as the trio approached the fountain .

"I still don't get it, how is the well going to heal us?" Jeff asked with the skepticism that had fast become his trademark.

"I don't understand it myself but it worked that way at the Lilliput Steps." Paula helped Ness take a seat. She inspected his odd affliction once more which now stretched from his elbow to his collar. Carefully she watched the glaring infection. At any rate it had stopped making progress.

"Ness are you feeling any better?" Paula asked, her voice calm and soothing.

Ness inhaled deeply, rubbing his arm. "It still hurts, but I think it's starting to go away." Ness ventured a glimpse at his shoulder, wishing he hadn't as the sight of his jewel-like skin made him shudder.

"Thanks for your help back there Ness. You shouldn't put yourself at risk like that over me, though." Paula flushed, smiling.

"Well I couldn't live with myself if I just let this happen to you. I don't think I'd wish this on anyone." Ness met Paula's smile with one of his own. "Plus, I couldn't just sit there." Ness' voice took a turn towards bitter as he glanced at their newest member. Paula slumped her shoulders and sighed.

While the two hadn't straight out fought yet, things weren't running as smoothly as they should. Jeff had kept to mostly to himself and had done little in battle besides aim and shoot. Paula didn't blame him, though. It wasn't easy getting use to all of this. Ness was having trouble keeping up with all the extra healing and shielding.

"What's that?" Jeff looked up from studying his rapidly healing wounds.

"You! You just sit there firing your little gun while Paula and I do all the rough stuff." Ness snapped.

"What do you want me to do, I don't have powers like you two." The blonde boy was as cool and calm as he always was.

"I don't know, distract the enemy or help provide some cover or something." Ness was on the verge of babbling, clearly frustrated.

"Ness settle down. You're not feeling well." Paula had reached her limit, interfering before he could get worked up even further.

"She's right, you should just focus on getting better right now." Jeff still didn't show any signs of hurt or anger as he took the mature high road.

"Fine, whatever." Ness removed his hat and leaned on the girl beside him.

Paula adjusted herself to accommodate his added weight. Random tender moments like this had become more commonplace between the two psychics ever since Threed. Paula didn't hate them, although she wasn't sure why she felt so drawn to Ness. She wasn't sure even sure if she wanted all this attention from him. In the end she just decided to roll with it, she could take any comfort he'd be willing to give. With all the odd fights and strange dreams she had been enduring maybe it was best just to enjoy these moments for now.

Just a few nights ago she'd dreamt she was rich and now Ness was in danger of turning into a giant jewel. It was the second time now life nearly imitated her dreams. She was lost trying to figure out if it really meant anything or not.

"Ness, I'll need some money for supplies." Jeff broke the peace Paula had set for them.

Ness shot up, mortified. "What? Why?"

"Nothing specific in mind yet. Also I'll think it would be for the best if I had my own hotel room from now on."

"If demanding money is how you respond to criticism remind me not to do it anymore. On second thought I'll just quit talking to you all together." The dark hair boy scoffed.

"Ness what did I say about getting worked up." Paula grabbed him by the shoulders, forcing back into his relaxed position. "We'll make sure you get what you need." Paula reassured the young scientist.

Jeff only nodded glancing back at the phenomenon that was taking place on his body.

Paula leaned back herself, propping her elbows on the lush grass. This journey was going to be a lot more difficult these two didn't working together. She closed her eyes, losing herself in the sound of the running well and the warmth of Ness' body next to hers. 

* * *

**A/N: **Not much here like I said this is just a little in between chapter. Ness and Jeff are not really getting along. The relationship between Ness and Paula's relationship still hangs in limbo and Paula's dreams are almost soothsaying. This was gonna be up earlier but I'm lazy and getting sick. The next one should be up by the end of the month.

Breakdown is a Tom Petty song of course.

Without revealing too much of the next chapter I'll just leave you all with the chapter title: 'Wish You Were Here.'

Thanks again and enjoy!


	5. Wish you were here

And a Girl

Chapter 5: Wish You Were Here.

* * *

Fourside was a huge city, unlike any other place Paula had been in her life. The streets always seemed busy with hoards of noisy people. Buildings stood tall enough to block the sky and form a concrete maze around her. The outside the air seemed stale, weighed down with car exhaust.

A bitter loneliness hung around the young woman as she journeyed towards the Fourside department store. She enjoyed shopping, and the colossal Fourside store was something she really wanted to see. The unknown amount of treasure the store held couldn't lift her spirits, however.

Today marked the third day the trio did absolutely nothing in Fourside. The week earlier had been so exciting with the gold mine and her second Runaway Five concert. The young woman didn't mind taking a break from everything but she'd rather do it at home. Ness wouldn't have it however. There was evil to fight somewhere, he had no idea where, but until something came up he didn't want to leave Fourside. Paula tried to be mature and stick to her guns but in the end left the hotel in a huff.

The young woman softly shook her head, chasing away the angry thoughts as she came to her destination. She shaded her eyes as she gazed up at the colossal store. She knew the next sanctuary didn't await inside, but hopefully something to relieve her stress would.

Nearly an hour later she still wandered the goliath of a store, only securing a small bag of goods so far. Shopping had been only a half decent distraction from her depression. It loomed its ugly head again whenever she wasn't engrossed in an alluring product. She had just stepped onto the escalator when a voice got her attention.

"Paula!" She turned and gazed down seeing Ness and Jeff approaching. Ness donned a small, apologetic smile.

There was a lot she didn't understand on this journey. She couldn't begin to grasp how collecting melodies were going to help them defeat an invading menace or how said menace controlled things like mushrooms and speed limit signs. And she could only guess how her own powers worked. Ness was also a mystery to her. Slowly he was developing powers powers over her's, even now his smile was wiping away the memory of being mad and depressed all day. Even before he came, she thought about him a little; not everything in her shopping bag was for herself.

She only had time to turn and meekly wave before the lights in the entire store went out. People immediately began to chatter loudly, most being uncomfortable with the idea of being in a big, dark building. Paula was wondering if making herself a palm sized fire would cause more confusion and panic when she felt her arms and legs being bound by something sleek and warm. She dropped her bag as she felt herself being lifted and whisked away.

She struggled in vain until she and her captor entered a lighted office, after which he swiftly threw her down. Now with a source of light Paula had a chance to look upon the man who took her from her friends.

Immediately she had to question whither or not she could call it a man. The creature was green from head to toe, or tentacle rather. It stood on a mass of them, with two positioned higher up like arms. It looked at her with its three eyes, two which were held up by stalks, as it began to speak, its voice as slithering as his body.

"That was easier then expected." Its otherworldly mouth formed a smile. "Now the other two will be much easier to get rid of without you."

"And what makes you think she's not going to contact Ness?" Paula hadn't noticed the body behind the desk until he spoke. She whipped her head around to see the shabby looking blonde boy from Happy Happy Valley, now donned in a professional red and black suit.

"Quiet human! You're lucky master Giygas favors you or else I would have disposed of you long ago." The creature was clearly frustrated. Paula silently schemed, if she was going to fight her way out of this she would have to do it while the alien was distracted.

"The master only favors those who can get the job done Spook." Pokey bragged.

"And what have you done to prevent the prophecy!" The creature hated the label Pokey constantly used for him.

"Plenty." Pokey kicked up his feet, resting them on the desk.

Paula took the moment to strike, sending two, good sized spears of ice at the monster. It hissed as two tentacles were skewered and Paula took the moment to get to her feet and ready another assault.

"Stupid girl!" The creature rushed her, flicking away her fire attack as she released it. A swing of a tentacle sent her stumbling back to the other side of the room. The pain was scary, it didn't look like there was much effort put behind the swing but it was still hurt like crazy. She made a mental note to avoid his attacks at all costs.

She readied her next attack as her enemy approached. As soon as she was close enough she leapt forward, grabbing two of his lower tentacles and using as much energy as she could muster into an electric attack. She released him as soon as she couldn't muster anymore energy, hoping it was enough to slay him. Her hopes were dashed however as he still stood, now seething with anger. A tentacle swept the ground, striking her ribs hard enough to bruise them and forcing her to roll over in pain.

"You've should of spent the time you had to call your friends instead of starting a pointless fight." Her opponent chided her.

"I didn't need to, Ness is already here and he'll have no problem with the two of you." Paula did her best to sound strong. It wasn't easy as her eyes filled with tears from her aching ribs.

"What?" The monster and shaggy boy ask in a shocked unison. The blonde boy hurried to Paula's side grabbing her by hair, undoing her bow and letting the discarded ribbon fall to the ground.

"Good luck with the other two, I'll take care of her." Pokey grabbed a small device from his breast pocket. Paula tried to look up, tears cascading from her eyes even faster as she looked at another uncertain fate. Activating it he and Paula were teleported from the small office.

The creature made haste to the desk, grabbing the mic from it he activated the intercom system.

"Will Customer Ness please come to the office on the 4th floor." The creature couldn't stifle a moan of pain as his pierced appendages throbbed in pain. He was more injured then he previously thought. It didn't matter, though. Nothing was going to stop him from delivering these children to his master. Again he activated the store's intercom system.

"Customer Ness please hurry, hurry to Paula." If that didn't hurry him, nothing would.

It wasn't long before the office door opened and Ness met Paula's captor face to face.

"Where's Paula?" Ness shouted, readying his bat.

The boy sounded distressed, this might be easier then expected. The green creature smiled as it began it's assault. Wildly he began swinging his tentacles, threatening to strip Ness of his bat with every blow. Sharp pains from behind grabbed his attention momentarily. His other enemy was shooting some sort of primitive gun, and while it had enough force to hurt him it would not deter him from the task at hand. After the psychic was taken care of, the other would be more then easy to take down.

Feeling his goal was in reach the Spook fought with new found vigor. A haughty blow had finally stripped Ness of his bat. A second swing sent the young boy to the ground along side his weapon. Ness scrambled to his feet while as pain wracked his ribs from the single blow he had taken.

As if he didn't miss his blonde counterpart enough, fighting was a lot harder when he was the only target.

With his weapon now out of reach Ness pointed his hands outward. With a deep breath unleashed the strongest flash attack he could muster. The Spook stumbled back, all three eyes blinded and tentacles wildly grouping at anything within reach. As Ness prepared his final attack, the "mental A-Bomb" as Jeff described it, the tentacles soon found him. Ness gasped to no avail as he was lifted from the ground and squeezed. Before the Spook could totally break his concentration Ness planted both hands on the creatures skull letting loose all his built up energy before being tossed to the ground in a heap.

The Spook hissed and groaned for a bit before managing to shake off the attack. If Ness hadn't earned every bit of hate the alien had before, he did now. Ness managed to prop himself onto his elbows as the Spook approached, a wicked eagerness in his eyes.

The young psychic, bruised, beaten and out of ideas could only curl into a ball and await his fate. This was all too much without someone else. Even if he somehow made it out alive he couldn't make it much farther in this journey by himself.

The sound of screeching broke his moment of self pity as Ness instinctively rolled away from the sound. It was followed by a hand full of explosions that filled the office with a dark acrid smoke.

Everything slowed to a standstill as the smoke cleared. Jeff was soon at Ness' side, eager to know if he was okay. Ness didn't respond however, he lie there motionless as something on the floor across the room refused to relinquish his attention. For a moment Jeff followed Ness' gaze, curious to see what captivated his friend so.

It was a familiar, red ribbon.

* * *

**AN: **Sorry for the long wait everyone. I haven't had the motivation for writing as of late. Hopefully that will change as the weather gets warmer and it becomes less of a pain to go out and walk around. Also sorry for the short chapter. I can't promise too much for the next one either. The one after that should be nice a longer though. Thanks for reading!


	6. Moonside

And a Girl

Chapter 6: Moonside.

* * *

The darkness of this new place was unreal. Almost like starring into the night sky while camping somewhere far away from the lights of the city, save for the fact that there wasn't a single star skyward.

To Ness it was like being in some sort of sick, flu-induced nightmare. As much as he wanted to just wake up to any bedside light he had, it wasn't happening.

This odd darkness stretched out as far as the two boys eyes could see. The same overwhelming shadow infected the sky and devoured the sun. Lost in a confounding panic the two tried to calmly survey their surroundings. Tall buildings, tainted with the same abysmal black, seem to extend forever into the sky and were only visible thanks to their unexplained neon colored outlines.

Ness gingerly gazed at the people who littered the streets. This whole place had an oddly familiar feeling to it, like he should of known every street like the back of his hand. Wracking his mind as hard as he could the city was little more then a dark maze in the end. It reminded him of Fourside with it's tall buildings of course, but a familiarity beyond that still put him on edge.

He took a few steps backwards as a resident of the odd city nearly bumped into him. Ness flinched as his foot landed on something small. Something that flattened under his weight with a loud, wet, squelching sound.

He lifted up his foot, his curiosity convincing him to discover what made such a disgusting sound. He was greeted with the sight of, what could best, be described as a half melted clock surrounded in a pool of it's own blood.

The odd thing was also a familiar sight. It was an image he'd seen at least a dozen times in his life. The clock was from a famous painting, a painting he never cared enough to learn the name of. As a matter of fact Paula had brought up the painting when the trio first started exploring Fourside, when she noticed the museum.

Ness stumbled back, his face becoming more aghast as he watched the nearly flattened creature absorb its own blood back into its body. In a short moment it was back to it's normal soft, plump form.

Jeff had become intrigued by the little creature as well. He stroked his chin a few times as the odd thing, now fully expanded back to it's normal girth, started to slink away. The scientist, not satisfied with this find, drew his pistol. Ness flinched away as two shots broke the silence that coated the city.

Just as he thought his shots easily broke the creature's skin, blood splattering with each shot. Only a moment passed with its gelatinous form twitching and writhing before the bloody spots that painted the street creeped their way back into the clocks quickly healing wounds. After all was said and done the creature was on its way once again, away from the two bothersome children.

Jeff's impromptu experiment was enough to push Ness into a full on panic. The raven haired boy closed his eyes tight and took off in frenzied dash.

"Ness!" Jeff pursued his friend, yelling, pleading for him to settle down. Ness didn't stop running until he collided with a, seemingly normal, unassuming local.

Ness dusted himself off, forgetting most of his fear as he gazed at the poor soul sprawled out on the street.

"Hey are you alright? I'm sorry sir, I didn't mean to knock you over like that." Ness helped the older man up, who curiously kept his eyes closed.

"Mooon..side. Moonside?" The man with closed eyes mouth formed a friendly grin as he stood once again.

"I'm sorry?" Ness asked uneasily, his anxiety building once again.

"Moooooon si..." The man repeated so causally, like he was speaking his own language.

"I... I don't understand." Ness could feel his heartbeat quicken and the feeling of panic and dread returning.

"deeeemoooon...siiiideeeee." The man placed a outward friendly hand on Ness' shoulder and opened his eyes.

Or rather where his eyes should have been.

Ness began to tremble with fear as he looked into they empty black pools of what could barely be called eyes. No irises, no whites just the same blackness that seemed to control this odd city. His grip on Ness tightened and Ness started to feel a burning sensation in his captured shoulder.

Jeff had caught up just in time to see Ness' bat collide with the head of the seemingly normal man.

"Ness! What's going on with you!" Jeff intervened as Ness was about to take second swing at the downed man.

"His eyes Jeff! There was nothing there! I didn't want to hurt him but he grabbed me and..." Ness trailed off, his shoulders trembling.

Try as he might the young scholar couldn't make heads or tails of this new world. The darkness that enveloped the world had begun to tear at his nerves as well. He couldn't explain it, didn't have a clue how it worked and didn't know if there was something out there in that darkness. As Ness began calmed down the older boy released him.

"Come on Ness, we better start looking for a way out of here." Jeff looked about, now noticing that not all of these buildings had doors.

Ness followed his friend's lead, trying desperately to keep his wits about him.

* * *

Nearly an hour had passed in this horrible world as the two looked for some sort of exit. Escaping was proving to be a much harder task than Jeff had originally thought. Even more so when he had no idea how they got there. Their path was predetermined in some areas, as invisible barriers surrounded them like a corral. Jeff did his best to keep a cool head through it all and approach each problem with a sense of logic.

However no amount of logic could help when it came to invisible walls, and teleportation for that matter.

The two had learned a bit too late that the people who inhabited this shady city could teleport them at will. Ness was the first victim of this discovery, leaving Jeff alone once again. Letting loose a defeated sigh he removed his glasses and started his daily ritual of cleaning the lenses as he felt a headache start to set in.

* * *

Ness found himself in front of a glorious golden statue. The statue, like everything else, was familiar. It was the statue his neighbor Lier had dug up, the same one the carpenter had. It was the last thing he remembered seeing before being dropped in the middle of this city.

It shone with a golden light unlike anything else this city could. Ness approached it cautiously as the statue began to speak.

"I see you finally made your way to me." The voice was strong and commanding like the cold, gold itself.

"Who are you?" Ness asked, his voice carried a noticeable quiver.

"You know who I am. I've been with you the entire time." The voice carried an awful, playful tone.

Ness was struck silent. It was true, this statue had popped up during his journey several times now.

"This place has always been with you as well, that's why it's so familiar." The statue seemed to take pleasure in knowing all the these hidden answers.

"I've never been here, why is it familiar?" Ness somehow managed to find his voice again.

"Because this place was made specifically for you Ness. This place was made just to hold all your fears a insecurities. Quite a bustling place, eh?" A sinister, giddy joy tainted its explanation.

"I don't believe you." In truth Ness was at a lost, he had no idea what was going on but he was determined not to let the idol frighten him.

"Oh? I could list off every negative thought you've had since we've met right now if that would convince you."

Ness swallowed hard. He could feel the sweat going cold on his brow as he wondered if he should call the idol's bluff or not.

"I know about how much you worry about your mother and sister. Always wondering if Onett will stay out of Giygas' sight. Oh and your father..."

"My dad?" Ness realized what the idol referred to as soon as he asked.

"You're afraid that your father is putting too much money into this trip of yours. You may save the world but your family will be living in the gutter for the rest of their lives. Quite a bleak future for little Tracy isn't it?" The voice rattled off these thoughts as if it was reciting something as simple as a shopping list.

Any courage the young boy had built up was silently slipping from his grasp as the color began to drain from his face.

"And things got really interesting once you met Paula! Why this place was barely the size of Twoson before she came along!" The voice chuckled deep and menacingly. "She really has a knack for filling that little head of yours with doubt and confusion. She really is bad for you, you know? The guilt for putting her in all these hazardous situations. The fear of not being strong enough to rescue her when she needs someone." The voice drew a long pause, almost as to soak in Ness' reaction.

Ness stood frozen to his little spot on the void black street. Somehow this thing could easily recall every doubt that nearly grounded him on this journey. He however knew nothing about the gleaming idol in front of him. Fear had done away with all of the young hero's will to move.

"I suppose that's enough banter for now. I should give you the chance to earn your freedom, eh?"

With a bright flash of light Jeff was reunited with his friend. Confused, he wildly looked about his new surroundings. A golden statue stood before the two, blocking the only source of light he had seen in this warped place. As for Ness, he didn't think it was possible, but Ness looked to be in even worse shape then before.

The blonde scientist could barely put two and two together before a psychic attack knocked both boys off their feet.

* * *

**A/N: **Waiting all this time for another short chapter! Sorry about that, I'm trying to get back into school and it's been taking up a lot of time as of late. Moonside and Magicant are two subjects I hope to expand upon throughout this story as they are going to play a part in the possible sequel to this story.

I'm no good at writing horror but I tried to make Moonside a bit creepy at the very least. The creature mentioned in the chapter was a Dali's clock enemy from the game if I didn't make it clear enough.

The next chapter might be a bit short as well. Mainly dialogue.

Thanks for waiting and reading!


End file.
